


Moxxi Milfs Up

by Assimars_Bodsword



Category: Borderlands (Video Games)
Genre: (but technically not), Age Progression, Breast Expansion, F/F, Lactation, Mommy Kink, Pegging, Porn With Plot, Transformation, Weight Gain
Language: English
Status: Completed
Published: 2020-10-05
Updated: 2020-10-05
Packaged: 2021-03-07 23:40:49
Rating: Explicit
Warnings: No Archive Warnings Apply
Chapters: 1
Words: 3,444
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/26842291
Author URL: https://archiveofourown.org/users/Assimars_Bodsword/pseuds/Assimars_Bodsword
Summary: By the events of Borderlands 3, Moxxi should be in her mid 40s to 50s and has had 2 kids at the bare minimum. I don't think she quite looks like that. This fic explores the idea that she's been taking very illegal space drugs the whole time to stay as slim and youthful as possible and the weird sexy things that might happen if she suddenly ran out and let the nearest mad scientist go to town on her. Enjoy. (Also thanks to Emissaryofrainbows for the story idea)
Relationships: Mad Moxxi/Moserah Hayussinian Yan-Lun al-Amir Andreyevna, Mad Moxxi/Patricia Tannis
Kudos: 18





	Moxxi Milfs Up

**Author's Note:**

  * For [emissaryofrainbows](https://archiveofourown.org/users/emissaryofrainbows/gifts).



Moxxi sat there in front of her vanity mirror after a long day of work, well, she hadn’t done much working. Setting up a bar on a space shuttle might not have been her smartest business plan but it was far safer than running one of her joints on Pandora where each customer had a likely chance of shooting up the place or worse, not paying their tab. Here everyone was a lot more trustworthy.

She sighed as she pressed a hidden button on the side of her turbo-corset. With a few clicks it loosened itself from her middle, falling gently into her lap. Moxxi looked down and bit her lip as her hands went to her gut.

It was obvious that she was never so thin naturally, she ate well for a Pandora girl (while abstaining from cannibalism that is) but did everything in her power to keep a flat stomach. She had a back door deal with a certain doctor from Fyrestone for some drugs imported from Themis-2 that would dampen some of the unsavory effects of getting older and exercise exclusively consisting of lap dances and the occasional following through with flirty promises.

What Moxxi had seen in her palms was a noticeable paunch, a small amount of padding that would add what she considered the wrong kind of curves. She prodded at it with a finger, watching it give and wobble, cringing as she realized what was happening. Her deal with Doctor Zed was over, he was no longer in the area and wasn’t about two years ago either when he went on to start his mobile clinic business. She had blown a lot of cash on getting stockpiled until she could find another seller, but couldn’t find anyone with his ratio of expertise to lack of ethics that knew how to get what she needed. She had been halfing her doses for six months now as her supply dwindled.

Moxxi looked at her reflection in the mirror, she groaned as she pulled at one of her lower eyelids, turning her face just to be sure those subtle laugh lines and what looked like the beginning of crow’s feet weren’t a bad dream. Yes. Time was definitely catching up with her after years of using enhancing drugs to run away from it.

Instead of fully undressing and washing away her clown makeup, Moxxi had one last idea to save her beauty from wilting. Tannis had signed on as the ship’s doctor, despite being the wrong kind of doctor and only doing so much as setting up a vending machine, buying first aid kits in bulk and dissecting a few cadavers “for funsies”. She might’ve lacked the expertise but she was just eccentric enough that she wouldn’t ask questions about needing a mildly illegal drug produced exclusively on a shady moon-world. 

She sucked in a breath while redonning her turbo-corset and suited up in what little other clothing she had on hand. Poking her head out of her room she saw that nobody was awake at this hour. She took one step, hearing the loud and distinctive clack of heels on a clean floor. Cursing under her breath she quickly changed to a nearby pair of bunny slippers, hoping nobody would catch her dead valuing comfort over fashion. 

The door to the medbay slid open, snoring reverberated through the room without a clear source, but Moxxi was smart enough to find it.

She patted the side of a taxidermied reptile creature about the size of a bear, slowly opening its jaws as she saw the face of Patricia Tannis sleeping soundly inside. With no response she patted the macabre sleeping bag a little more firmly.

Tannis snorted, “No Gail, the specimen goes in the other hole...” she moaned drowsily.

With a bit of disgust on her face Moxxi cleared her throat, dropping her usual sultry tone to be more commanding.

“Tannis. Tannis it’s me, Moxxi, wake up.” 

The addled scientist snuggled deeper into the saurian remains, smacking her lips and continuing to babble in her sleep.

“M-moxxi~! You should… shouldn’t have drank that… not before… get pen and paper… write… observations…” 

The former bloodsport racketeer rolled her eyes, realizing she would have to use some of her other talents to coax Tannis from her sleep, and from her giant reptile sleeping situation. It was almost rehearsed how she plunged her arm down the dried maw of the lizard and gripped into her ally’s frazzled pixie cut, with a start she slowly yanked, eliciting a vocalization between surprise and pleasure.

“Ow! That felt… good. Do it again maybe?” The doctor pleaded still neck deep in a dead animal.

“Maybe. First I need to talk to you about something that not a single other living soul, or claptrap, should know about.”

Tannis rubbed her eyes as she slid out of her odd choice of bedding with an almost acrobatic quality, standing up while wiping the slime off of her red trench coat she had neglected to change out of. She nodded while leaning against her seldom-used operating table.

“Should be easy, I detest talking to the refuse that wanders this ship anyway, no offense to you. Does this make us friends by the way…?”

Moxxi stared blankly realizing what she had gotten herself into, but also how desperate she was as well as she felt what little clothing she had on grow a bit stuffy.

“Sure. Sure. Friends with benefits. We’ll bang later. Anyways… do you happen to know about a certain pharmaceutical called Kronoesreveridephen?”

Tannis laughed to herself at the question, “Yes I am familiar with that particular brand of eridiosulkanate-glucosome gestalt temporal-materia concentrate. Why are you asking me such a simple question?”

Moxxi stepped forward and began to talk, “I need a p-“ her words cut off by a tearing sound, wincing she looked down and gasped as her thighs had grown an extra layer of fat, straining at her thigh high socks until they began to tear. 

The corners of Tannis’ mouth curved upward slightly enough to show her amusement and intrigue. She came closer to better study her new friend’s thickening lower half, poking into the flesh with her pointer finger.

“Ah. Looks like withdrawal has already set in. Did you suddenly start taking a lower dosage by any chance…?” 

The barmaid blushed, something she thought she may have forgotten how to do. Normally she’d have some snappy response or something to get this quack out from between her legs but her condition had left her feeling vulnerable.

“Y-yes about… six months ago I halved how much I took… i-is there a problem?”

The doctor clicked her tongue while firmly digging her hands into her patient’s swelling hips, shallow grooves of stretch marks years overdue beginning to form. She quickly began to write notes while taking a ruler against the fattening area of Moxxi’s thighs. Finally, she remembered that she was asked a question.

“I’m afraid so, you’ve built up a resistance now. Even taking twice the dosage would really only slow down what’s happening to you. Though I must say I am loving the results~” she nuzzled the side of her head into Moxxi’s softening lap before a familiar sensation of having her hair pulled brought her eyes back up to her friend’s face. She didn’t look happy.

“Can you get me more?”

The mad scientist laughed nervously, making rehearsed eye contact as she readied herself to bring the bad news…

“Um… no. Th-they stopped producing it. Anyone on Themis-2 that knows how to is either in a prison… inside a prison… inside a prison, or has been launched into the sun tied to a faulty Tediore escape pod rocket.”

Moxxi was about to scream in anger, maybe throw something, but instead she keeled over, losing her breath, falling on top of her reluctant new friend. Gasping for breath she frantically reached for the release button on her turbo-corset before she felt a sudden release as it was pressed for her, followed by the loud clatter of it being launched to the floor like a sling bullet. As she sucked in sweet air, she looked down at herself only to try to scream again.

She had gained at least sixty pounds, her toned middle now undeniably chubby, her extra curves jiggling slightly with each movement, her tits swayed just a bit bigger, just a bit more affected by gravity. She saw the lines appearing on the lower curve of her stomach and the perkiness in her figure begin to wilt away aside from the continuously added volume of her fat.

“T-T-Tannis! Fix this! I’m becoming a bloated fucking hag you’ve got to do something!”

Patricia sat there on her knees, looking up dreamily as she saw the slight extra fullness in Moxxi’s cheeks and the subtle wrinkles appearing on her face. She stood up and put her arms around the growing woman, feeling her getting wider with each second. She inhaled deeply, taking in the scent of her patient while feeling the cleavage she rested against getting bigger and bigger, before her mind quickly snapped back to attention.

“Oh! You mean about stopping this! Uh…”, she let go but not before giving that skirt-lifting butt one last squeeze as it began to stock up with cellulite. The doctor turned to her desk of equipment she vaguely knew how to use and began preparing a solution that might have similar enough effects. Moxxi sat there worried, holding onto her fattening arms until she was handed a vial of translucent pink liquid.

She immediately downed the concoction and felt herself about to hurl before an odd warm feeling traveled through her body. She studied her figure in anticipation, frowning to see she was steadily on her way to being over two hundred pounds. Her frown began to turn into a gasp as a strange purple glow enveloped her chest. She watched as the almost gravity-ignoring properties of her breasts returned as they became more round, but they didn’t stop.

As each tit returned to its usual shape, they also grew bigger, bigger than anything Moxxi had in her life. She moaned as the warmth intensified, raising an eyebrow as her rack began to sink again with their rapidly growing weight. Her nipples began to grow along with them, becoming thicker and puffier at an alarming rate until the light began to dim, and she was left with what was shaped like a pair of partially deflated beach balls and fat fleshy nips that even she might’ve had trouble fitting into her mouth.

With her fists balled, Moxxi went to talk again, but again was cut off, this time by an almost shocking sensation. It sounded like someone had left two faucets running, but clear as day she was lactating, hard. 

“Tannis!!” She shrieked while trying to get anything about her body under control, looking for anything to lean against or maybe collect her fluids, while her secret friend scrambled to help her. After a long time scuffling and escorting her back to her room using a tarp to hide her, Moxxi was sitting back in her vanity mirror, teets hooked up to a makeshift oversized breast pump.

She looked in the mirror, mascara running as she saw more small grey streaks appear in her hair, it was barely noticeable to anyone but her, but what was noticeable was that she was developing a double chin. She cried into her hands while the doctor just behind her gave her a pat on the back.

“There there, now I understand that being a slutty little… clown-ballerina… thing, was your style, but maybe you’re getting a bit… old? For that?” She spoke cautiously, knowing her poor skills with comforting words. She only made the crying worse.

Here goes her second attempt. She tapped into one of her worst skills of all and strained any parts of her mind not devoted to science (vestigial, really.), she honed herself in on what she usually considered a lost cause in this galaxy in these times. She decided to use… empathy.

“I’d still fuck you.” She said flatly, idly playing with her FWB’s hair.

Moxxi sniffed, looking up from her palms pathetically, “...you would?”

“Yes. Actually I definitely want to fuck you more than I did than before you um… what did you say you were turning into? I believe the term… ‘bloated hag’ was thrown around. Definitely not scientifically accurate I’d say. And I’m a doctor, so I’m always correct about everything.”

The newly aged, newly pudgy bartender was skeptical, but in her moment of weakness humored Tannis.

“So what would you call me then?” 

The doctor leaned forward, grabbing into the bust she had accidentally altered with a pensive expression, spinning her subject’s chair and massaging her fat gut fit for a goliath. Tannis tapped her chin before spreading apart the legs and studying the arms, seeing how they drooped with a very particular amount of excess fat. After recalling some of her medical and personal background a conclusion was made.

“I believe you are what is called a ‘MILF’, a ‘Mother I’d Like to Fornicate with’ in case you don’t have a PhD in archeology like myself.”

Moxxi blinked for a moment, looking down at herself and then back at Tannis. Her, a Milf? She had spent so long staving off the effects that having two kids could have on your body she never considered that people might find it appealing. 

“Prove it.”

And so Doctor Tannis returned from her lab with additional “equipment”, this time being a strap-on based on an extinct civilization of creatures that looked like a mixture of horses and squids. A lot of her tertiary research made sure it felt like what the real thing would have, on both ends.

“Work those birthing hips you silver vixen!” Tannis gasped while thrusting her piece deep into her new lover’s big baggy buttocks, sparing no mercy in force as the simulation stimulated her womanhood. 

Meanwhile the newly declared milf taking the pegging felt an odd sense of joy and validation she normally didn’t get from this, starting to feel more confident in her new form. She shifted her weight, bucking her partner a bit as she turned until they were face to face. The wielder of the alien dildo unable to stop humping at the absolute dump truck bottom as their position changed. 

“Put that thing between my tits, you know you want to sugar~” Moxxi crooned as she began to regain some of her namesake. She bit down on a moan as she felt the entire foot of thick synthetic cock slither out of her only to slather her stomach and cleavage in lubricant. She eagerly put her lips over the tip, feeling a strange slurry begin to drip from it, though when it hit her tongue immediately recognized the aphrodisiac.

She squeezed her boobs around the strap on, feeling Tannis’ thighs holding on tight to her soft center, “Oh~! You naughty girl, mama likes a naughty girl…” she felt something almost electric shiver down her spine as she called herself that. Just when she thought she had found every kink and fetish she could get into, fate had handed her one more.

The doctor fidgeted and twitched as her nerves signaled the equipment to splatter Moxxi’s face with more of her personally infused juices, thanking the almighty robot policemen that she set the sensitivity so high. As she felt the same aphrodisiac injected just inches away from her pussy, she felt everything but those vestigial parts of her mind run haywire, beginning to babble without thought as her face struggled to regain composure.

“Mo-momma… please I’m so thirsty~” she begged hoarsely, finding the strap to be troublesome she began to undo it, taken over by lust, “Mama Moxxi please let me… drink...” 

And as she almost slipped out of consciousness, her mouth clamped onto one of her partner’s erect nipples and she began to suck hungrily, moaning and drooling as she did. Eliciting a yelp from the plump mother she had been with all night.

Surprise turned to comfort as sex turned to a soft embrace. Moxxi was almost impressed with herself as she saw the woman who had spent so long pegging her with a monster cock succumbing to an orgasm from the act of breastfeeding. There was a satisfied glow to the whole ordeal that again she had not felt from sex in years. The two fell asleep like that, a complete mess but comfortable in their own skin nonetheless.

Moze stepped out from the fast travel machine, stretching her arms and yawning. Normally she’d hit the hay but she wanted a damn drink. Shooting those jabbers was a pain in the ass when she had to do it forty miles away hanging upside down. She marched to the lower deck, jingling with the sound of excessive artillery and military grade armoring, she sighed with relief as she saw the remodeled bar: Mama Moxxi’s.

Not much had changed, slot machines were still there, the sign was barely different. Other than a few doorways being widened the only thing that had changed significantly was Moxxi. Apparently she was like, fifty or something, something about cosmetic drugs, insecurities, she forgot the story. Besides the point she was as drop dead sexy at more than twice the weight with quadruple the bustline and being a little rough around the edges to boot, almost made her a bit more attractive than before.

Moze sat down on a stool and got the barmaid's attention, staring as she watched her struggle to maneuver as she still had a few areas to renovate, she wore an apron in that signature maroon pattern of her‘s and seldom else at the moment, her cleavage accented by the slight strain of her age.

“What can mama get you sugar?” She asked in her same, savory-sweet tone of voice.

“The usual. White Russian.” Moze barked, eyes taking a moment to have the decency to enjoy the face as well as the tits.

Moxxi gave a playful pout, putting a hand to her heart as she replied, “Now is that any way to speak to your mama?”

Despite being a hardened infantry commando Moze giggled like a schoolgirl before remembering their little game.

“Mother may I have a White Russian…?” Her words were corrected to be playfully courteous, anticipating the response.

Moxxi smiled, her expression drawing attention to the dimples on her face.

“Yes you may.”

She hastily adjusted her bra before she could free one of her veiny, gravity breasts, bringing it up to a drink mixer as she tugged at it like a dairy hand would to a particularly oversized cow, giving a quiet grunt as she began to fill it up, until it start to spill on the floor.

“Oop! That was a little too much.. sorry sugar this’ll be just a minute…”

Moze almost felt her tongue hang out of her mouth as she sat up, watching Moxxi bend over to clean up the mess, ogling the ass that had been squeezed into panties that were too small even before this transformation. She then snapped back to attention with military precision once they met eyes again, but she changed her mind about the drink with a yawn.

“Actually, if that’s warm enough I’ll just take that to my bunk. Hold everything else.” Her words slipping back into the casual tone of barrack banter.

With a bit of relief the bartender readjusted her clothes and poured the milk into a mug, setting it on the bar and leaning in to pinch her customer on her warpainted cheek.

“Anything for my little girl~”

Once again Moze’s fortified walls of military experience melted away as her face turned red and she became a laughing mess, putting her hand on Moxxi’s as it loosened its grip from her face.

“You’re the best mama!” 

She hopped up and took her mug of warm milk up to her room, waving to Moxxi who blew a kiss back, before returning to Tannis, who was baring the atmosphere of disgusting strangers to chat for a time. Her words were quiet but heard.

“I’d just like to thank you again for getting me through this, I was thinking tonight maybe we could… try the bigger one…?”

Doctor Patricia Tannis’ facial tics began to smooth out as her new friend’s words were like honey to her overwhelmed senses. She pressed her fingers on top of Moxxi’s, looking into her eyes in that same dream state she had fallen into that night.

“Anything for you mama~”


End file.
